SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Securities registered pursuant to Section 12(b) of the Act:
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|The Stock Market LLC|
|Item 5.07.||Submission of Matters to a Vote of Security Holders|
On June 30, 2022, Chicken Soup for the Soul Entertainment Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders considered four proposals: (i) the election of nine directors; (ii) the approval of an amendment to the Company’s 2017 Equity Incentive Plan; (iii) the approval of an amendment to the Company’s certificate of incorporation; and (vi) the ratification of the appointment of Rosenfield and Company, PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. An aggregate of 7,160,025 shares of the Company’s Class A common stock and 7,654,506 shares of the Company’s Class B common stock, which represents a quorum of the voting power of the Class A common stock and Class B common stock, voting together as a single class, entitled to vote on the record date of May 16, 2022, were represented at the Annual Meeting in person (which includes presence at the virtual meeting) or by proxy.
The results of the matters voted upon at the Annual Meeting are set forth below:
Proposal No. 1 – Election of directors.
The election of each director nominee was approved, as follows:
|Name||For||Authority Withheld||Broker Non-Votes|
|William J. Rouhana, Jr.||79,647,271||357,208||1,118,367|
|Amy L. Newmark||79,557,425||447,054||1,118,367|
|Fred M. Cohen||79,587,654||416,825||1,118,367|
|Christina Weiss Lurie||79,625,182||379,297||1,118,367|
Proposal No. 2 – Amendment of the 2017 Equity Incentive Plan.
The amendment to the 2017 Equity Incentive Plan to increase the total number of shares of the Company’s Class A common stock available thereunder by an additional 2,500,000 shares, from 2,500,000 shares to 5,000,000 shares was approved, as follows:
Proposal No. 3 – Amendment of the Company’s Certificate of Incorporation.
The amendment to the Company’s certificate of incorporation to increase the total authorized shares from 100,000,000 to 200,000,000, comprised of 140,000,000 million shares of Class A common stock, 20,000,000 shares of Class B common stock and 40,000,000 shares of preferred stock, of which 10,000,000 are classified as Series A preferred stock, was approved, as follows:
Proposal No. 4 – Ratification of the appointment of Rosenfield and Company, PLLC.
The ratification of the appointment of Rosenfield and Company, PLLC was approved, as follows:
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Dated: June 30, 2022||CHICKEN SOUP FOR THE SOUL ENTERTAINMENT INC.|
|By:||/s/ William J. Rouhana, Jr.|
|William J. Rouhana, Jr.|
|Chairman and Chief Executive Officer|